Bounty Oil & Gas NL : Bonus Option Issue Prospectus

For personal use only

Bounty Oil & Gas NL (Company)

ACN 090 625 353

Bonus Option Issue Prospectus

In relation to the following offer:

The offer of Bonus Options (exercise price $0.025 and expiry date 30 November 2025) to Eligible Shareholders on the basis of 1 free Bonus Option for every 10 Shares held on the Record Date.

This Prospectus is a transaction-specific prospectus issued in accordance with section 713 of the Corporations Act 2001 (Cth). If you are an Eligible Shareholder, this is an important document that requires your immediate attention. It should be read in its entirety. If, after reading this Prospectus, you have any questions about the securities being offered under this Prospectus, you should contact your stockbroker, accountant or other professional adviser.

An investment in securities offered under this Prospectus should be considered as speculative. The general advice provided in this Prospectus has been prepared without taking into account the specific personal circumstances of investors.

For personal use only

	TABLE OF CONTENTS
Important dates ......................................................................................................................................................	3
Frequently asked questions..................................................................................................................................	4
Letter from the Chairman ......................................................................................................................................	6
1	Details of the Offer ...................................................................................................................................	7
2	Effect of the Offer on the Company ........................................................................................................	9
3	Risk factors ............................................................................................................................................	11
4	Rights attaching to securities ...............................................................................................................	14
5	Additional information...........................................................................................................................	17
6	Glossary .................................................................................................................................................	22

IMPORTANT INFORMATION

This Prospectus is dated 19 November 2021 and was lodged with ASIC on that date. Neither ASIC nor ASX takes any responsibility for the content of this Prospectus or the merits of the investment to which it relates. This Prospectus does not constitute an offer in any place in which or to persons to whom it would not be lawful to make such an offer. The distribution of this Prospectus in jurisdictions outside Australia and New Zealand may be restricted by law and any person into whose possession this Prospectus comes should seek advice on, and observe, those restrictions.

The Options offered on the basis of this Prospectus will expire on 30 November 2025. This is a Prospectus for an offer of options to acquire continuously quoted securities (as defined in the Corporations Act) of the Company and has been prepared in accordance with section 713 of the Corporations Act. Accordingly, this Prospectus does not contain the same level of disclosure as an initial public offer prospectus.

Information about the Company is publicly available and can be obtained from ASIC and ASX (including ASX's website). The contents of any website or ASIC or ASX filing by the Company are not incorporated into this Prospectus. This Prospectus is intended to be read in conjunction with the publicly available information in relationto the Company which has been notified to ASX. Eligible Shareholders should therefore have regard to the other public available information about the Company before making a decision about whether or not to exercise the Bonus Options.

No exposure period applies to this Prospectus by operation of ASIC Corporations (Exposure Period) Instrument 2016/74. No person is authorised to give any information or make any representation in connection with any offer which is not contained in this Prospectus. Any information or representation not contained in this Prospectus may not be relied on as having been authorised by the Company or the Directors.

You should read this Prospectus in its entirety and, in particular, in considering the prospects of the Company, you should consider the risk factors that could affect the Company's financial performance. You should consider these factors in the light of your personal circumstances (including financial and taxation issues). The key risk factors that should be considered by potential investors are outlined in section 3 of this Prospectus. If you have any questions, you should seek professional advice from your stockbroker, accountant or other professional adviser before deciding to invest in Bonus Options.

Various risks may affect the future operating and financial performance of the Company and the value of an investment in the Company. Some of these risks are listed in section 3 of this Prospectus. The potential tax effectsof participating in the Offer will vary between investors. All investors should satisfy themselves of any possible tax consequences by consulting their own professional tax advisers.

The information provided in this Prospectus is not investment advice and has been prepared without taking into account your investment objectives, financial situation or particular needs (including financial and taxation issues).It is important that you read and consider the information in this Prospectus in full before deciding to invest and consider the risks that could affect the performance of the Company.

This Prospectus does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States or to, or for the account or benefit of, any 'US person' (as defined in Regulation S under the US Securities Act of 1933, as amended (US Person)). Shares may not be offered or sold in the United States or to, or for the account or benefit of, any US Person absent registration or an exemption from registration. This Prospectus has been prepared for publication only in Australia and New Zealand and may not be released elsewhere.

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No person is authorised to give any information or to make any representation in connection with the Offer describedin this Prospectus. Any information or representation which is not contained in this Prospectus or disclosed by the Company pursuant to its continuous disclosure obligations may not be relied upon as having been authorized by the Company in connection with the issue of this Prospectus.

Certain terms and abbreviations used in this Prospectus have defined meanings as set out in the glossary in section6 of this Prospectus. All financial amounts shown in this Prospectus are expressed in Australian dollars unless otherwise stated.

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Important dates

	Event		Date
	Lodgement of Prospectus with ASIC		19 November 2021
	Lodgement of Prospectus and Appendix 3B with ASX		19 November 2021
	Shares trade ex-Bonus Option Entitlements		25 November 2021
	Record Date		26 November 2021
	Prospectus sent out to Shareholders		30 November 2021
	Issue of Bonus Options and despatch of new holding statements		3 December 2021
	ASX Quotation of Bonus Options		3 December 2021
	Bonus Options Expire		5.00pm (WST) 30 November 2025

The dates and times in this Prospectus, including the above table (except the date of this Prospectus),are indicative only and subject to change. Any material changes will be notified to ASX. The Companyreserves the right to amend any or all of these dates and times without prior notice subject to the Corporations Act, the Listing Rules and other applicable laws.

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Frequently asked questions

Question	Answer	Reference
What is the Offer?	The Company is offering Bonus Options on the basis
	of 1 free Bonus Option for every 10 Shares held by
	Eligible Shareholders as at the Record Date. Each	Section 1.1
	Bonus Option has an exercise price of $0.025 and an
	expiry date of 30 November 2025.
What is the issue price of	Bonus Options are being issued for nil
the Offer?	consideration.	Section 1.1
Who is an Eligible	A registered holder of a Share on the Record Date with
Shareholder?	a registered address in Australia or New Zealand is an	Section 1.3
	Eligible Shareholder.
What are the terms of the	The Bonus Options:
Bonus Options?	 have an exercise price of 0.025 cents and an
	expiry date of 30 November 2025; and	Section 4.1
	 are to be quoted on ASX and are transferable.

personal

What does an Eligible Shareholder need to do to receive their Bonus Options?

Eligible Shareholders do not need to take any action to receive the Bonus Options.

The number of Bonus Options issued to each
Eligible Shareholder will be shown on the Option	N/A
Holding Statement which will be posted to Eligible
Shareholders shortly after the date of Issue of
Bonus Options referred to in this Prospectus.

For

How do Eligible Shareholders	Bonus Options may be exercised wholly or in
exercise their Bonus Options?	part by delivery to the Company of a duly
	completed Exercise Notice, signed by the
	registered holder of the Bonus Option, together	Section 4.1
	with the applicable payment of the Exercise
	Price to the Company.
When must the Bonus	Bonus Options may be exercised at any time
Options be exercised by?	from their date of issue and before the Expiry	Section 4.1
	Date.
How much will be raised from	No funds will be raised from the Offer. If the
the Offer?	Bonus Options are fully exercised, $3,426,252	Section 2.2
	will be raised.

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